EXHIBIT 99.1
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PRESS RELEASE
CONTACTS
Investor Relations
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Alan Roden
(631) 962-9304
alan.roden@verint.com
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VERINT REQUESTS STAY OF NASDAQ PANEL DECISION AND ADDITIONAL EXTENSION
FROM NASDAQ LISTING COUNCIL
Continues to Wait for Final Information from Comverse
NEW YORK, NY, SEPTEMBER 6, 2006 - Verint Systems Inc. (NASDAQ: VRNT) today
announced that the Company has made a submission to The NASDAQ Listing and
Hearing Review Council requesting that the Listing Council grant a stay of the
NASDAQ Listing Qualifications Panel's August 18, 2006 decision which established
a deadline of September 25, 2006 for the Company to file its Annual Report on
Form 10-K for the fiscal year ended January 31, 2006, its Quarterly Report on
Form 10-Q for the fiscal quarter ended April 30, 2006, and the Current Report on
Form 8-K/A to amend the Form 8-K dated January 9, 2006. The Company also
requested an additional 60 day extension from the date of the Listing Council's
decision to make the necessary filings.
In accordance with NASDAQ regulations, the Company's right to submit this stay
request expires on September 5, 2006. Therefore, the Company has made this
request to the NASDAQ Listing and Hearing Review Council in order to avoid a
potential de-listing because the Company expects that it will be unable to meet
the September 25, 2006 deadline.
The Company was recently provided preliminary measurement dates of Comverse
Technology, Inc. stock options issued to Verint's employees when the Company was
a wholly-owned subsidiary of Comverse. In that regard, the Company expects to
record non-cash stock-based compensation expense to prior periods. Based on the
preliminary measurement date conclusions of Comverse, the Company expects that
such non-cash charges may be material for certain periods and the Company
therefore preliminarily expects to restate its historical financial statements
for each of the fiscal years ended January 31, 2005, 2004, 2003 and 2002. Such
charges could also affect periods prior to the fiscal year ended January 31,
2002. In addition to such stock based compensation charges, the Company also
expects to record certain material tax charges, make various tax payments and
pay third party fees and expenses relating to the impact of the Comverse
backdated options. These amounts have not yet been determined.
The Company believes that all stock options issued by Verint Systems Inc. were
granted at fair market value on the date of grant and the related accounting for
these stock options in its publicly filed historical financial statements was
correct.
There can be no assurance that the Listing Council will grant the Company's
requested extension or that the Company's securities will remain listed on The
NASDAQ Stock Market. The Company intends to announce the Listing Council's
decision promptly after it receives written notice of such decision.
VERINT REQUESTS STAY OF NASDAQ PANEL DECISION AND ADDITIONAL
EXTENSION FROM NASDAQ LISTING COUNCIL
SEPTEMBER 6, 2006
PAGE 2
ABOUT VERINT SYSTEMS INC.
Verint Systems Inc., headquartered in Melville, New York, is a leading provider
of analytic software-based solutions for security and business intelligence.
Verint software, which is used by over 1,000 organizations in over 50 countries
worldwide, generates actionable intelligence through the collection, retention
and analysis of voice, fax, video, email, Internet and data transmissions from
multiple communications networks. Visit us at our website www.verint.com.
Note: Certain statements concerning Verint's future revenues, earnings per
share, results or prospects are "forward-looking statements" under the Private
Securities Litigation Reform Act of 1995. There can be no assurances that
forward-looking statements will be achieved, and actual results could differ
materially from forecasts and estimates. Important risks, uncertainties and
other important factors that could cause actual results to differ materially
include, among others: potential impact on Verint's financial results as a
result of Comverse's creation of a special committee of the Board of Directors
of Comverse to review matters relating to grants of Comverse stock options,
including but not limited to, the accuracy of the stated dates of Comverse
option grants and whether Comverse followed all of its proper corporate
procedures and the results of the Comverse special committee's review; the
effect of Verint's failure to timely file all required reports under the
Securities Exchange Act of 1934, and the resultant potential delisting of
Verint's common stock on NASDAQ; the impact of governmental inquiries arising
out of or related to option grants; introducing quality products on a timely
basis that satisfy customer requirements and achieve market acceptance; lengthy
and variable sales cycles create difficulty in forecasting the timing of
revenue; integrating the business and personnel of Mercom and CM Insight; risks
associated with significant foreign operations, including fluctuations in
foreign currency exchange rates; aggressive competition in all of Verint's
markets, which creates pricing pressure; integrating the business and personnel
of MultiVision, including implementation of adequate internal controls; managing
our expansion in the Asia Pacific region; risks that Verint's intellectual
property rights may not be adequate to protect its business or that others may
claim that Verint infringes upon their intellectual property rights; risks
associated with integrating the business and employees of Opus and RP
Sicherheissysteme GMBH; risks associated with Verint's ability to retain
existing personnel and recruit and retain qualified personnel in all geographies
in which Verint operates; decline in information technology spending; changes in
the demand for Verint's products; challenges in increasing gross margins; risks
associated with changes in the competitive or regulatory environment in which
Verint operates; dependence on government contracts; expected increase in
Verint's effective tax rate; perception that Verint improperly handles sensitive
or confidential information; inability to maintain relationships with value
added resellers and systems integrators; difficulty of improving Verint's
infrastructure in order to be able to continue to grow; risks associated with
Comverse Technology, Inc. controlling Verint's business and affairs; and other
risks described in filings with the Securities and Exchange Commission. All
documents are available through the SEC's Electronic Data Gathering Analysis and
Retrieval system (EDGAR) at www.sec.gov or from Verint's website at
www.verint.com. Verint makes no commitment to revise or update any
forward-looking statements.
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Verint, the Verint word mark, Actionable Intelligence, Powering Actionable
Intelligence, STAR-GATE, RELIANT, NEXTIVA, LORONIX, SmartSight, Lanex and ULTRA
are trademarks of Verint Systems Inc. Other names may be trademarks of their
respective owner.